arrives and expresses his gratitude to the two for saving the town and hence his reputation as a mayor. When interviewed by a press journalist, Wilker is asked whether he would consider running for state governor. He is delighted to consider the prospect. Flagg thinks Wilker really could "become president one day." The town marshal asks Flagg to take back his badge for his heroic deed, but he turns down the opportunity. He gives one piece of advice to the marshal, that, in order to be successful, "You have to tell the good guys from the bad guys." The film ends on a humorous note as Flagg arrests McKay and handcuffs him, despite McKay's protests. Referring to an earlier incident in the film, Flagg jokes that he will always keep his word, as he once promised to land McKay in jail. Cast Robert Mitchum as Flagg George Kennedy as McKay Martin Balsam as Mayor Wilker David Carradine as Waco Tina Louise as Carmel Lois Nettleton as Mary John Carradine as Ticker Marie Windsor as Polly Buddy Hackett as Ed (uncredited) Douglas Fowley as Grundy John Davis Chandler as Deuce Dick Peabody as Boyle Kathleen Freeman as Mrs. Stone (Mother) Jimmy Murphy as Buckshot Garrett Lewis as Hawkins Nick Dennis as Engineer #2 Dorothy Adams as Mrs. Pierce (uncredited) Robert Anderson as Jed (uncredited) Jimmy Booth as Wagon Driver (uncredited) Nick Borgani as Townsman (uncredited) Danny Borzage as Accordionist (uncredited) Paul Bradley as Barfly (uncredited) Thordis Brandt as Babe (uncredited) David Cargo as David Cargo - reporter (uncredited) David S. Cass Sr. as Tuber (uncredited) Noble "Kid" Chissell as Townsman (uncredited) George Dunn as Engineer #1 (uncredited) John Fritz as Townsman (uncredited) Bobby Gilbert as Boarding house guest (uncredited) Angela Greene as Judy (uncredited) Darby Hinton as Pug (uncredited) Jackie Joseph as Doris (uncredited) Irene Kelly as Ginny (uncredited) Kenner G. Kemp as Saloon Dealer (uncredited) Alan Lee as Townsman (uncredited) Stuart Lee as Townsman (uncredited) Paul Lees as Miles (uncredited) Production The movie was filmed on location in Chama, New Mexico, and other locations in New Mexico, Thousand Oaks, California, Silverton, Colorado, and the Warner Bros. Burbank Studios, California. Reception Many critics failed to comprehend the comedic nature of the film. Howard Thompson of The New York Times said, "Whatever possessed these three actors [Mitchum, Kennedy and Balsam] to amble through such a dinky prairie oyster stumps us. And so